Change in Certifying Accountants (Form 8-K)

On April 29, 2026, Equus Total Return, Inc. ("Equus" or the "Fund") was notified by BDO USA, P.C. ("BDO"), of BDO's resignation as the Fund's independent auditors, effective as of such date.

The report of BDO concerning the Fund's financial statements for the fiscal years ended December 31, 2025 and 2024 did not contain any adverse opinion or a disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles.

During the year ended December 31, 2025 and through April 29, 2026, the date of BDO's resignation, there were (a) no disagreements within the meaning of Item 304(a)(1)(iv) of Regulation S-K between the Fund and BDO on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of BDO, would have caused it to make reference to the subject matter of the disagreements in connection with its report and (b) no reportable events (as described in Item 304(a)(1)(v) of Regulation S-K), except for the identified material weaknesses previously reported in our Annual Report on form 10-K for the year ended December 31, 2025. We did not design or implement proper management review controls over the valuation of the Fund's portfolio investment, including management's review procedures over the completeness and accuracy of the underlying data and information supplied to third parties assisting management by recommending a range of reasonable fair values. Further, we did not properly design and implement controls relating to the measurement and assessment of complex accounting transactions, including warrants. These deficiencies did not result in a misstatement to our financial statements, however, the deficiencies could result in misstatements potentially impacting certain financial statement accounts and disclosures. The Audit Committee has discussed these matters with BDO. The Company has authorized BDO to fully respond to any inquiries of the successor independent registered accounting firm concerning these matters.

Equus provided BDO with a copy of this Current Report on Form 8-K prior to its filing with the Securities and Exchange Commission, and requested that BDO furnish the Fund with a letter addressed to the commission stating whether it agrees with the statements made by Equus in this Current Report, and if not, stating the aspects with which it does not agree.